8th Doctor: The Malfunction Series
by PlanetJupiderp
Summary: The Doctor's TARDIS has been fractured and is now even more broken than it was before; many malfunctions will lead to new and different adventures. The Time War is coming very soon, and it seems the Daleks have one more trick up their sleeve before the bloodshed begins. The Doctor meets new companions, such as Leela the Second, Amber Lewis, Dagny Brooke, and Landis.
1. Chapter 1: Zylphia

" _All human personnel will report to their stations!_ " A robotic shout emerged from the bronze casing of the Dalek, shaking its blaster towards the houses on either side of the street. " _We will kill if required! Step away from your homes safely and those you feel strongly for will not be exterminated!_ "

A soft laugh came from one of the windows of the brick buildings. "What're you gonna do, try to push us to your base?"

" _Exit the housing facility! Exit! Exit!_ " the Dalek screamed towards the boy. " _Do not require the use of force!_ " It made its way towards the front door and hovered over the steps to the porch. " _Prepare to be exterminated!_ "

"Do it then," the boy jeered, sticking out a tongue.

" _Exterminate! Exterminate!_ " The Dalek slid into the house and moved towards the boy's room. Its plunger-like appendage grabbed the doorknob and pulled the wooden door open. He simply grinned at the droid, although one may have noticed a bit of hesitation.

"Yeah! Exterminate! Come on!"

The blue eye drooped slightly. " _I...cannot...exterminate you._ "

"And why's that?" The boy put his hands on his hips.

" _There is a 2% chance that you are the Savior._ " It paused in what appeared to be thought. Finally it raised its eye stalk again and slowly moved away from the room. " _You will not provide this information to anyone. You will remain here and not follow me._ "

The door closed with a wimpy _thunk_. The boy watched the Dalek move out into the streets again, calling for everyone to report to the Dalek bases. Everyone was leaving; even the boy's parents had. No one was about to stand up to a real Dalek.

The closet door opened and the eighth Doctor stepped out with a smug grin of victory. "See what I told you, Jonathan? They can't kill anyone because they might be this 'Savior'."

"What _is_ the Savior, Doctor?"

He sighed. "I still don't know. For now, I need to help the people who've already gone there. I have reason to believe the Daleks are grouping the humans together to see which one of them is the 'Savior'... whatever the Savior is."

" _ALERT! ALERT! The Doctor is detected!_ " The Dalek began moving back towards the house. " _Exterminate the Doctor! Requesting backup!_ "

"That doesn't sound good," the Doctor said, moving a curtain to look out the window. "Backup is on the way."

"But they can't actually kill you, Doctor- you said they won't kill any of us. Right?"

"Well, I'm a bit different." He placed his hands on Jonathan's shoulders. "Right now you need to follow that Dalek into places people haven't abandoned yet; show them it won't kill you. And I," he said, pulling a red sonic screwdriver out of his coat pocket, "must dash!"

He sprinted down the stairs and out the backdoor just as the Dalek entered the front. " _Seek! Locate! Destroy!_ " He fumbled for the key stored inside the 'P' in "POLICE BOX" and inserted it into the keyhole, blasting into the TARDIS and setting a destination in outer space.

" _Backup ready!_ " Another Dalek could be heard, this one's voice lower. The Doctor frowned. It fascinated him to think of reasons why Daleks higher in command had lower voices, and his mind drifted elsewhere imagining the voice of the highest command of Dalek. Shrugging the idea off, his hand grasped the handbrake and pulled it.

A surge of vibration erupted through the console room as the TARDIS encountered a fault. " _We have captured and disabled your TARDIS! You cannot escape!_ " Outside, a strange mechanism about twice the size of the TARDIS held a blue circular laser around it.

His eyes widened. They could disable his TARDIS? He couldn't- wouldn't believe that, and he hoped he was right. He moved a dial to a harder and faster dematerialization wire and tried to take off again.

Making progress, but not by much. The TARDIS struggled to levitate out of the atmosphere, and time travel was currently out of the question- completely cut off. He managed to pilot the box as it heaved against the weight the machine was bearing against it, dragging it away with him.

The Doctor pushed the dial farther and farther as the TARDIS heaved harder and harder, gaining speed until it was travelling at light years in minutes. On the monitor, the words "PLANET ZYLPHIA INCOMING" flashed in red.

He kept boosting up the pace and gaining speed, hoping to break free of the field. When they were a few hundred miles away from the planet's atmosphere, he finally broke free of the mechanism and kicked away from it without stopping.

There was no time to react going at such an incredible speed, and without the Dalek machine pulling him anymore, the pace had increased exponentially. In a matter of milliseconds the TARDIS exploded against the ground of the planet Zylphia.

"What an awful way to land the TARDIS," was the first thing the Doctor said to himself when he woke up. The box had landed facing the ground, the doors broken off their hinges and laying on the patch of ground blocking an exit, and the entire room was sideways.

He was laying on one of the metal beam structures around the center console. He looked up and saw the glass cylinder in the middle had partially shattered, and frequent eruptions of sparks flew from the control panels.

The Doctor perched on the metal beam, searching for a safe place to land. At last he saw the soft chair he used to sit in- the perfect place to get down. He took a small leap of faith and landed roughly against the seat, then got up when he saw what was next to it.

"I loved that record player," he said to himself nostalgically, holding up a fragment of a record. "Even though it went haywire often. And at the perfect moment as well."

He checked his pockets for the sonic screwdriver but could not find it. There was no point searching through the rubble; even a sonic would easily break under the impact. He finally hopped down to the doorway. "Now… how do I get out?"

"Doctor?" A muffled voice emerged from outside the box. "Doctor, is that you?"

"To whom am I speaking? How do you know my name?"

"You don't sound like the Doctor," the muffled voice replied. "Different regeneration?"

"Who is this?"

"Don't you remember me? It's Leela, you fool!"

He stepped back for a moment. "You don't sound like Leela."

"Leela the second! I'm her daughter!" He heard a few noises of metal working. "Look, you need to get as far away from the door as possible- if your TARDIS is offline, and I'd be surprised if it wasn't, a quick explosive from underground should whack it back upright!"

"I'm not sure about that," the Doctor responded, doing some quick math in his head.

"I really don't care if you're sure, because I already set it up a few minutes ago while you were taking a nap. If I were you I'd get out of the way."

"Would it kill you to ask!?" The Doctor scrambled to the top of the chair and grabbed onto a hanging wire.

"Five, four, three- screw it-" There was a quick blast and the gravity in the room shifted. The Doctor was hurled backwards and landed on the ground. There was still a wobble and he caught a quick glance of who he had been talking to, then the TARDIS fell backwards onto the rear.

"Bit too much?" Leela asked; the Doctor could hear a grin in her voice. He sighed and began his climb towards the top of the room. Finally he grasped the sides of the doorway and hoisted himself onto the surface.

He was immediately met with a wave of red smog, and he fell to the dirt ground in a coughing fit. It wasn't just the breathing, though: he could feel something happening to him… He stood up flailing his arms and finally found Leela's shoulders. She rolled her eyes as if nothing was wrong.

"Put this on, stupid!" Leela sarcastically handed him a clockwork machine she had a copy of on her mouth. "You're just letting the air in like it's an open house!"

He quickly slapped it over his mouth and took a deep breath. He immediately exhaled again when he smelled the air it was producing- it smelled so strongly of oil he could taste it in his mouth. In fact, maybe he was tasting oil in his mouth. He shrugged the thought away and looked to Leela the Second for help.

"What?" Leela looked at him uncertainly.

"What do we do now?" the Doctor threw his hands in the air but stopped halfway, noticing his voice was coming out faint and scratchy.

"Oh. I dunno. Wanna stay at my place?"

He put his hand to his forehead and nodded slowly. "Just make sure nothing happens to my TARDIS while it's repairing."

"Nah." Before the Doctor could argue, Leela grabbed his hand and dragged him in an unknown direction. He heard another blast of sparks erupt from the TARDIS and hoped nothing went wrong.

They finally arrived in a small village consisting of many bronze-colored buildings and victorian styles of clothing and architecture. The air surrounding the village was clearer than he had expected, and the closer they went to the center the less red he saw in the air around him.

He hadn't been able to get a good look at Leela outside the village. She was small, thin and short. Still looked like a teenager. The Doctor suspected she wasn't, as she had older eyes. Maybe one hundred, two hundred years old? He wasn't sure. Her hair was cut in a pixie style, bangs swept over one of her blue eyes. She wore a load of gear, which the Doctor assumed was for fighting. It looked it, the sheaths and the belt and the ammo packs helped him figure it out. She looked like someone interesting. Someone resourceful. He was excited to learn more about how she knew who he was.

They arrived at the front door to a two-story building- make that more like one and a half; the triangular roof was so low there was enough space for a second story, but a lot of the sides were cut off and someone would have to crouch.

"The lower floor is my shop," she said quickly, leading him up the stairs from an open room filled with racks of weapons ranging from swords to blaster guns, "and the upstairs is my home. I'll make some coffee."

"Tea's fine, thanks," he said, remembering the first time he had tried coffee in his current regeneration. Tea tasted a load better.

"You want _tea_?" Leela simply laughed. "Tea like from the Milky Way? Or Mutter's Spiral, depending on who you ask… we can't afford _tea_!"

"You're joking!" The Doctor thought of tea as an essential thing in life. "I bet you're lucky I brought some."

"You carry _tea?_ "

"Got a problem with that?" He reached into his coat pocket. Leela shrugged, smirking. She walked over to the one table in the cramped room and sat down, proceeding to grab a needle attached to a cord and stab it into her arm.

The Doctor literally leaped in surprise. "What're you doing that for!?"

"I'm a Time Lady on my dad's side; one of my most popular items in stock is tanks of regeneration energy. It can power some of the biggest weapons in the village."

"You're extracting regeneration energy from yourself? You have no idea how unhealthy that is!" He jumped into the seat across the round table from her. "Okay, first things first. Who are you?"

"I told you, I'm Leela's daughter. I thought you knew this."

"Me? Never seen you before in my life. Do I meet you in the future?"

"Yeah, I was thirteen- I know, pretty much an embryo of a Time Lord- but I was self-aware and I traveled with you. You'll be in your tenth regeneration, I think- maybe eleventh," she counted with her fingers in thought. "Which one are you in now?"

"Eighth. You?"

"Third."

"And how much regeneration energy have you sold?"

"Oh, I don't know…" She counted with her fingers again. "Maybe two gallons total?"

" _Two gallons?_ " The Doctor practically yelled. "Sure, maybe you're in your third regeneration, but I might say you've only got five or six left! And I don't even know if the limit changes with your mother being human…"

"So? I've made plenty money from it. If it wasn't for this war I would still be in the streets." A surge of pain rocketed through her spine and she let out a cough and a hack.

"Oh, for the love of- take that thing off!" He flicked it off her arm. "Speaking of coughing, what the heck was that red stuff? Why isn't it in the village?"

"We don't have a name for it- we don't need one. It's naturally in the atmosphere; only Zylphians can breathe it safely. As for everyone else, sure, you can survive in it with some coughing, but it goes into your bloodstream and breaks down your DNA slowly."

"Do you mean to say I lost part of my DNA back there?"

"Yeah, shouldn't be too much to cause any harm. Quick, how many fingers am I holding up?" She held up a hand.

"Five," the Doctor said without thinking.

"You'll be fine," Leela reassured him, lowering the four fingers she had held up. "Anyways, it's not in the village because the village was built around a crack in the ground where some Zylphioze escaped. It's an orangey, thick liquid under the surface that repels the red stuff. We have a fountain of it in the middle of the town."

"And what's this war?"

"Zylphia's become a spot that many different races like to come to and live on- it's technically called Zylphi-A, alongside Zylphi-B and Zylphi-C, but it's the only habitable planet in the system. But there's so many other species that the native species- the Zylphians- quickly became about 40% of the total population. The problem's that Zylphians are known to be quite angry and short-tempered creatures- so some villages began allowing less rights to them when it comes to purchasing weapons, getting alcoholic beverages, those kinds of things.

"The Zylphians started an uprising, demanding equal rights. I mean, it is technically their planet anyways."

The Doctor nodded. "How old are you, by the way?"

Leela looked at him in confusion. "Aren't you going to ask…"

"Ask what?"

"...which…" Leela started the question expecting him to finish.

"Which what?"

"Ugh," Leela punched him in the arm, hard. "Which side I'm on!"

"Does it matter? It's bad enough you're on anyone's side. Anyways, how old are you?"

"Turned one hundred and seven last month," she muttered, quite furious to be insulted like that, "and if it's anything to you, I'm with the Zylphians. This is a pro-Zylphian village." She liked to think being on this side made her a better person.

"So the whole planet is made up of small villages huddling around Zylphioze?"

"Not all villages are. Some of the Zylphian groups are keen on staying true to their culture- since they can breathe the fog stuff, they have tribes living out there. Allies like us can't help them out there."

The Doctor was silent for a moment. "Why aren't you traveling with me anymore?"

Leela hesitated. "You said I can't tell you."

"Why not?"

"Because then you'll know, and you'll try to prevent it, which means I wouldn't leave, which means I wouldn't be here to tell you, which means you wouldn't know, which means you wouldn't try to prevent it, which means I would leave, which means I would be here and tell you-"

"I get the point-"

"-do you?" Leela raised an eyebrow, sounding tough even though she had no idea what she meant by that. "Anyways, you're here now. You can end the war and we can go traveling."

"What?" The Doctor raised an eyebrow himself. "What makes you think you're going to travel with me again?"

"'Cause you said we would go traveling when you came back!"

"But there's a war going on. I can't just solve it with a wave of my hand-"

"Don't make excuses. Didn't you travel with my mom? If she got to see the stars, why won't you let me?"

"Leela, you may not know this. The Last Great Time War- well, hopefully the Last- is just beginning. And… I heard some bad news about your mother."

The room was devoid of noise, save for the Victorian clock on the wall constantly pelting the silence with _tick_ s. Both heard a bell ring downstairs. Leela placed the needle carefully on the top of the odd machine extracting the energy and hopped down a few steps. "Stay here. I've got a customer- _stay here_."

"I know, you said-"

" _Stay_." She finally went downstairs and left the Doctor to himself. He could hear the conversation downstairs when he put his ear to the floorboards. He didn't know why, but he already felt like he was responsible for her. It might have something to do with her family.

"I got an order for a couple a' cartridges of your fuel," a man said with a gruff voice.

He could hear Leela rummaging through some items, then an exasperated sigh. "We're out. I didn't have time to extract regeneration energy, I had a friend-"

The Doctor couldn't help but smile at the fact he was already considered her friend, even though they had just been arguing over her departure. He kept listening.

"You said the order would be ready," the gruff voice said, extremely annoyed. "I came all the way across town!"

Leela muttered something under her breath. The Doctor could make out the words "such a long way", said in a sarcastic tone.

"Hey!" The man's voice rose quickly. "What'd you say?"

"Sir, what were you actually going to use the regeneration energy for?"

There was a pause. Finally the man responded, "That Project Final thingy- it's none o'yer business!"

"Oh," again, the Doctor could hear the sarcastic grin in her voice, "but it really is my business." He peeked downstairs and saw Leela leaning across the table and pointing to a handmade sign on the window. The sign said " _The customer is NEVER right_ ".

Again, he tried to hold back a smile. Even though he didn't admire the activities Leela partook in, it was pretty impressive how much she stood up for herself. His smile faded quickly when he heard the sound of metal dragging against the floor.

"Why you little-" he was surprised it was Leela saying this and not the man. He heard the clash of metal against metal as the man swung one of the weapons at her. He dashed down the stairs and grabbed a very thin sword, jamming it straight between the two weapons.

" _Doctor, I said STAY UPSTAIRS!_ " Leela yelled at him.

"I'm saving your life!" He said right before the man swung his weapon at him. Leela rolled her eyes and chucked a battleaxe, knocking the heavy weapon to the side. "You sure you're the one saving lives?- oh yeah," she turned back to the angry man, "if you're wondering, this idiot is the reason I don't have your cartridge."

"That's it- I'm calling authorities!" the man yelled, storming out of the shop.

"What's he going to tell them, we defended ourselves?" the Doctor asked, lowering his voice in surprise of the sudden lack of noise.

"We have to leave, _now_ ," Leela said worriedly. "I didn't think he'd call the cops. He has no charges to press, but if the cops look at my records again- let's just say I'm not what you'd call a 'legal citizen'."

"Really?" The Doctor said, before Leela grabbed his hand again and they set off out of the village.

The walk through the fog was silent. Both had masks covering their mouths and the Doctor seemed to be itching all over. He walked briskly with a mug in his hands. Leela walked almost just as quickly, but her back was more hunched. Leela led the Doctor through the smog, glancing at her compass nervously, hoping they weren't going in another direction than where she'd hoped.

"By the way," Leela said loudly, breaking the silence, "did you ever finish making that tea?"

The eighth Doctor closed his eyes, took a deep breath in, and let it out. He immediately regretted this, almost choking on the foul scent coming from the mask. "What do you think _this_ is? I've been holding it for the last six minutes, waiting for it to cool."

"I don't know," Leela snapped back, "I just thought it was a lousy excuse for a weapon." Without asking, she snatched the mug, quickly took off her mask, and took a huge gulp. She then proceeded to spit it back out, directly on the Doctor's sleeve.

"Hey!" the Doctor protested, but was interrupted by Leela.

"Why do rich Zylphians drink _that_ stuff!?" She whipped the mug back into the Doctor's hands, spilling half of the tea in the process. "Why don't they just pay a cheap price for some good coffee? Coffee always hits the spot: breakfast, lunch, dinner, midnight snack. Chocolate milk's a good treat too, _unless_ it's made of _real_ chocolate; I prefer the completely artificial kind." She smiled towards the confused Doctor.

"Suit yourself," the Doctor shrugged, taking a sip of the tea himself. He had adored tea ever since waking up in that morgue. "In my opinion, coffee is just an energy drink." At that point Leela, who had only drunk chocolate milk and (after age twelve) coffee her whole life, decided then and there to grab the mug once again and chuck it behind them.

"Where are we going, anyways?" the Doctor half-snapped. "It all just seems empty, save for the cell-eating air."

"To another Zylphian ally village. There we can figure out how to win the war so we can leave and go traveling."

"What?" The Doctor looked at her in surprise. "I never said you were traveling with me! And no one's going to 'win' the war. That's killing millions of people."

"You got any better ideas?" Leela squinted into the distance. "There it is, see?"

The Doctor reluctantly followed her into the village. It was impressively similar to the other village, seemingly identical. This one, however, seemed a bit busier: people were walking quickly from building to building, bringing carts and wheelbarrows along with them. The buildings were slightly cleaner, and there were occasional military bases made of granite. Overall, the villagers seemed more open and advanced.

Leela led the Doctor into one of the military bases and brought him into a room. The inside walls were white, but the makeshift bulbs in each room cast a yellow glow over everything. "First thing you can do is study this." She handed him two glass containers, each full of blood. "The village is working on a new bio weapon to combat anti-Zylphians, but we don't have enough resources to figure out anything about the blood. That one's Zylphian and that one's human. Any observations?"

"Yes, an obvious one," the Doctor said, inspecting the blood samples closer and tapping the one containing Zylphian blood. "I think they're the same."

"What?" Leela grabbed them back. "What do you mean, they're the same? Let me get another set of samples." She hurried into another room and came back with two more containers of blood. "This one's Zylphian and that one's Zygon."

Again, the Doctor examined the containers thoroughly, then began to screw off the lid of each one. "This might seem gross, but it's actually very effective," he warned, and before Leela could respond he tasted a drop of each blood. Leela backed up a bit. He nodded slowly, licking his lips. "Definitely the same blood. Similar, at least- similar enough to be two different breeds, but unlikely different species altogether."

"But that's not possible-" Leela stormed out of the base and looked around at all the townspeople. "You're telling me these are all the same species?"

"Now that I think about it, it is strange not one of them look that different from a human or Time Lord," he gestured toward a huge crowd of townsfolk. He was right- Leela had just assumed they were all genetically different, but their physical appearances were all that of a human. There was not a single Malmooth, not one Sontaran.

"So you're saying there's no real conflict?" Leela asked, turning to the Doctor confusedly. "That everyone's biologically on the same side?"

"It's a possibility," the Doctor said, sounding a lot more sure than a "possibility". He tried wiping the stain of tea on his jacket and finally resigned to the imperfection. "Take me to a place with many people- this is going to be public."

When Leela thought of a crowd, she always thought of a Zylphian bar. So that was exactly where they were, and a stuffy one at that. Many people- she still couldn't really grasp the fact they were all Zylphians- were sitting at tables alone, drinking a special blend of coffee and beer. On the other hand, there were many fights breaking out in different places in the bar. Every time two people started throwing punches, the bartender would look up with tired eyes, then go back to cleaning the table.

The Doctor made long strides towards the front of the room. Leela, however, immediately noticed someone in the crowd. Walter noticed her too, his eyes widening after glancing in her direction. He got up and walked over, but Leela slapped him in the face before they could talk. He was so surprised he flew to the ground. Leela brushed her hands and followed the Doctor to the front of the room.

"Everyone, there is an important announcement I have to make," the Doctor shouted at the crowd. An old man in a seat nearby looked up, but everyone else was either too wrapped up in a fight or depressed or tired to listen. The Doctor tried again. "Excuse me! I have an announcement!" Still, no one even glanced in his direction. The old man shook his head and turned away. The Doctor tried grabbing their attention a final time. "This is about the war!"

Suddenly the room was deathly quiet. Everyone was now intrigued about information on the war. Fists lowered to people's sides and everyone gathered around the Doctor, shoving their way to the front row. "People of Zylphia, there is something none of you have noticed about this war- your biology. After briefly researching some blood samples, I concluded that everyone on this planet is Zylphian."

There were a few offended grunts among the group. "Let me put it another way- I'm told Zylphia is a spot many different species like to live on. But why would someone choose to live on a planet at war? Tell me, raise your hands; how many of you were actually born on another planet?" The crowd was silent. No one raised their hands. Finally a man with a mustache in the back responded, "My family arrived here generations ago." There were a few agreeing "yeah"s throughout the group.

"Raise your hand if you know that for certain," the Doctor responded quickly before things got out of hand. "Raise your hand- if you have proof, evidence, that you arrived here generations ago, and that you don't come from a long line of Zylphians."

"I've got proof," a woman in the back responded quickly. "My mother came here herself."

"By what mode of transportation?"

"I dunno," the sound of ruffling papers came from the back of the crowd as she shuffled through documents. "Oh. She came by a Voidcraft Replication!"

"Then I'm afraid your mother lied to you," the Doctor said sadly, "because Voidcraft Replications would lose power after a trip within the same system. And the only other planets in this system are Zylphi-B and Zylphi-C, which aren't safe for life."

"Are you saying we're Zylphians!?" The same old man who had noticed them before stood up, trying to prove he wasn't too old to fight yet.

"Well, yes- but more specifically, this is between different breeds of Zylphian."

"Are we dogs?" A bearded man shouted from the middle of the crowd in a Scottish accent. Another voice erupted, then another, and another.

"You're tellin' us we've been fighting for nothin'?"

"You think those Zylphians deserve equal rights?"

"What species are you, then?"

The doors at the other side of the room slammed open and a man with a large fedora walked in with a cane. "Now, now, gentlemen… I think we all know who this man is."

The Doctor gave a surprised expression in return. "Really? You know me? The Doctor?"

He pointed the cane at the Doctor. "You are the Returner! And we will not let you destroy Zylphia with us by your side!"

"Sorry, what?" Suddenly Leela and the Doctor began to get shoved towards the door by the crowd, which now seemed to have become a drunk mob. There were too many of them to fight back, and Leela definitely did fight back, but it was no use.

"Walter!" Leela shouted through the crowd. "Help!" She finally saw him getting up from the ground across the room, rubbing his cheek. He saw them and scrambled up, trying to push his way through the crowd, but the crowd was too big. He was pushed back to the ground. He sprang up again and ran in front of the mob to the door, holding it shut.

The Doctor and Leela were pressed up against the door, but Walter put all of his energy into keeping it shut. "Okay, you've almost repaid me."

"Repaid you for what?"

"For being a jerk!" Leela crossed her arms, kicking at the crowd reluctantly. "Now you're slightly less of a jerk."

Walter interpreted this not exactly how Leela had expected, and leaned around the door to kiss her. She rolled her eyes and slapped him to the ground again, and the door burst open from the mob. "Never mind," she called to him as she and the Doctor began running, "you're still a jerk!"

"Now where do we go?" the Doctor asked. "Got those masks with you?"

"Crap, I left them at the base!" Leela turned her head back. "Nice going, Doctor. They think you're the Returner and I'm some sidekick."

"Who's the Returner?"

"Just some old Zylphian legend," Leela responded, catching her breath and running faster, "it talks about some dude 'returning' to Zylphia and bringing its end. Kids' stuff." They reached the edge of the village, and an invisible line seemed to hold in the clear air. On the other side was red smog.

The Doctor glanced back to the crowd, which was gaining. "Now what?" Leela asked impatiently. "Doctor, _what do we do_?"

Before the mob could reach them, the Doctor grabbed Leela's hand. "Do you trust me?" He asked, backing up towards the edge of the village. The mob was seconds away.

"I trust you from the future, so… I hope I trust you?" Leela stared at the crowd. The Doctor persisted. "Leela, I need you to trust me. Do you understand? You can't think I'm insane."

"I'm not sure…" Finally the mob was too close for comfort. "Okay I trust you!" she yelled quickly, and the Doctor pulled her backwards and into the smog. She immediately thought he was insane, and tried to run back into the clean air, but the mob was now gathered, blocking their path.

Both began coughing and stumbling through the air. "Now what?" Leela managed to gasp out, grabbing the Doctor's arm. The Doctor quickly reached into his coat pocket and began tugging at something. Finally he pulled out a feather. "Again, do you trust me?"

" _NO!_ " Leela responded, but held to his arm tightly. The Doctor reached over with the feather and tickled her under her nose. "What're you- Doctor!" Leela moved her head backward, but the Doctor kept tickling. Finally Leela couldn't hold it back and she sneezed.

All the sudden the red smoke flew backwards and they were given a small radius of clear air. Leela stared out in shock. She finally turned to the Doctor with one eyebrow raised. "Trust me," he explained, "real tea isn't all that bad. Zylphioze- interesting tea ingredient, I must say."

He handed her a feather and they began tickling each other, giggling. Every time one of them sneezed, it would add to the path they were creating of clear air. Finally Leela pointed in one direction and managed through a giggling fit, "there's a small radio village that way!"

They set off on their sneezing journey towards the third village.

Leela kept tickling the Doctor with her feather as they entered the miniature radio village, but almost immediately the Doctor held up a hand to signal her to stop. Instead, she persisted, and in a millisecond the Doctor stopped laughing or showing any effects whatsoever. His face was stern and he slowly reached to grab the feather and took it out of her hand.

"As of now we're Zylphia's Most Wanted, thanks to you. Now what do you propose we do?" Leela asked, following him to the nearest building of the village. There were only about ten buildings total, so the village was actually more of a camp, and the primary purpose was to broadcast information to everyone on Zylphia. It was still being used by almost every village, despite the war.

The Doctor walked with purpose into the radio tower base, immediately noticing a poster with a drawing of an explosion and a mushroom cloud pinned to a bulletin board. "What's this?" He grabbed the poster and ripped it off the pins, examining the title.

"Project Final Chapter," Leela read from the poster. "It was broadcasted by a rogue group of Zylphians in this tower a few weeks ago; looks like they put up an advertisement while they were here."

"What's Project Final Chapter?"

"Short and simple, it's a giant batch of nuclear missiles. They're going to target them at every Anti-Zylphian village and organization there is. They said in the broadcast it could take them a couple of weeks, but donations of any kind of fuel could shorten the process to a matter of days."

"That doesn't sound good. Hold on- I've heard of this before.-Where… hold on hold on hold on!" The Doctor pointed at her but stopped in thought. "Your customer, what did he say he was going to use that regeneration energy for?"

"He said it was none of my business."

"No no no, before that!"

"I don't know, something about-" Leela's eyes widened. "Oh."

"A matter of days isn't what we're talking about when it comes to regeneration energy- it's more powerful than almost any kind of fuel on most planets. If that man had donated any regeneration energy to Project Final Chapter, it could launch in a matter of hours." He relaxed a little, finally. "Good thing you didn't have any to sell."

Leela did not relax with the Doctor. "Can I mention something a bit… bad?"

"Of course, what?"

"...He was one of my best customers. He's bought at least half a gallon-"

" _We have to think of something quick_! Leela, the world could end any second now!" The Doctor hurried up the stairs of the radio tower. The rooms were fairly large, but cramped with arrays of tables and stacked boxes. A human architect would claim there were far too little windows, and sunlight was the only source of light through the few windows there were. Leela still held the poster in her hand, squinting at something in the corner. The Doctor reached into his pocket for his sonic screwdriver, hoping to provide some more light, only to realize he still didn't have one. He flicked on a nearby switch and a set of small, red bulbs flashed with brightness, then faded to a soft level of light. They were attached to a large, mechanical device with gears lining the sides.

"Yes, that is what I'm looking for!" the Doctor grinned with excitement. "Now we have the most effective mode of stopping a war: communication."

He heard Leela growl and the sound of a paper rustling on the floor softly. He turned around to find the poster laying on the ground and Leela nowhere to be seen. "Leela?" he shouted, but no answer. He peeked his head around a few crates. " _Leela?_ "

"We have almost enough power to launch the nuclear missiles," a voice sounded from under a walrus mask to a group with similar masks around them in a circle. They were in a large, open space in an underground base filled with metal pipes and vents spewing steam. Many stalactites grew downwards from the ceiling, with a red bulb hanging from the tip of each. "As soon as we receive our last promised donation of fuel, Project Final Chapter will be ready for the countdown."

"How long must we wait for the donation, sir?" asked another person in the group, wearing an identical walrus mask. "The Anti-Zylphians must pay for their crimes against justice and purity."

"It should be arriving any minute now," their apparent leader proclaimed, then turned around to the sound of a wooden, castle-esque door creaking open. The same man from Leela's shop emerged with an anxious look. "Sir, I… cannot provide you with my promised donation."

"Excuse me?" The group parted to create a path as the leader began walking towards him. "And why is that?"

"I ordered all my energy donations from Leela the Second; she didn't have my order today." The man's lip quivered as the leader came closer. Finally the leader was so close the man had to glance to the side to see anything except the face of a walrus. He could smell something too, not coming from the person themself, but from the mask… as if something was rotting.

"I see," the leader said politely. "In that case, you'll have to find other ways of keeping your promise. Because we Zylphians know all about promises, don't we?" The man began to stumble backwards, but the leader grabbed his wrist. " _We keep them_. Isn't that right?" A few grunts of agreement emerged from the small group behind him.

The leader let go of his arm and the man started shaking. "P-Please don't hurt me," he said, backing up. "I have a family-"

"Hurt implies long-lasting effects," the leader interrupted. "You'll only feel a sharp sting and then we'll be finished."

A moan of intense fear made its way out of the man's mouth, a fear unlike any fear he'd ever felt, one that burned in his heart, knowing he might die that day. He made a break for it and sprinted out of the doors. The leader of the group simply snapped his fingers in the air and two of the people in the group sprinted after him at an incredible speed. They grabbed him by the arms and dragged him back.

"Don't worry," the leader said reassuringly, "you're keeping your promise." He snapped his finger in the air once again. "Pleasure doing business with you." The man struggled to break free but it was no use. One of the Zylphians slowly lowered its mask from its face and pointed the tusks at his chest. Wind could be softly heard as it flew towards him.

" _Stop_!" A shout erupted from down the dark corridor behind the doors. Leela stormed into the room. " _You-_ " a barrage of insults emerged from her mouth and towards the leader of the rogue group, and finally she found herself glaring at them.

"What in the name of _sanity_ has gotten into you," Leela screamed, " _Walter_?" She slapped the mask of Walter's face and he stumbled back. He returned the glare, feeling a small amount of blood make its way to his skin.

"What do you mean? Project Final Chapter's going to end the war! Isn't that what you wanted?"

"That's killing millions of people!"

"You can talk! When did you start caring for others?" he snarled.

"When did _you_ start _questioning me_?" Leela snarled back, leaning forward and spitting.

"When I saw Zylphia for what it really is!" Walter shouted, louder than Leela had earlier.

"What's that?"

"Guilty." Walter frowned and walked towards a large lever in the wall. "And now that you're here, we'll have enough power to end this stupid war!" He raised his hand and snapped his fingers, and two more people with walrus masks stomped forward and grabbed her arms with incredible strength.

Walter narrowed his eyes. "We both know you won't put other people before your own safety. You're big on instincts. That's one of the reasons I liked you in the first place."

"We both know that isn't true, Walter, you motherf-"

"Luck's out for you, I'm afraid," he snarled loudly, snapping his fingers a final time. He let out a deep breath. "Kill the man; let the girl feel pain."

"Walter, you don't have to do this!" Leela struggled as one of the executioners slowly reached for their masks. "There's a man called the Doctor- you met him back at the bar- he can help, he's working on it right now! _No one has to die_!"

There was the sound of someone gurgling in their own fear of death itself as the sound of wind followed it and Leela heard the man being stabbed by the tusks of the mask behind her. Walter looked at the people with the walrus masks, then back to Leela. "Make her give up that regeneration energy we were promised."

Leela began shaking uncontrollably as the Zylphian slowly moved the mask to her wrist. The tusk dug into her skin, then up her arm and to her shoulder. Leela let out a deep sigh and almost instinctively began to use her own regeneration energy. As she did the level of power the bulbs in the ceiling received grew, and the yellow energy began to make its way towards the pipes instead.

"The fuel's nice," Walter said calmly to the man holding the mask, "but I want to see her suffer." His hands rested on the lever in the wall.

The man did the same to her other arm, then to her legs, her face, and her back. Aside from the shaking, Leela simply kept her eyes shut and thought about the Doctor. Walter frowned more. "Why aren't you reacting? You should be in agony."

She slowly raised her head to face him, and as she did more blood was forced out of the back of her neck. "I'll have you know I traveled with the Doctor before. The Doctor from the future, after he fought in a war bigger than any of this. And this is nothing compared to what happened to me when I was thirteen years old."

Suddenly there was a loud crackle of static noise over the speakers around the room. "Attention Zylphia!" the Doctor announced rather grandly. "I assume Leela can hear this, and if she can, everyone around her should know one thing: if you lay a finger on her, I will see to it you pay the price. Personally.

"Now, regarding this war- you may know Zylphia is only a cultural term. It's really called Zylphi-A, part of the Zylphi system in the Andromeda galaxy. Alongside it are the planets Zylphi-B and Zylphi-C, which you were all told aren't habitable for life. Keywords: _you were told_."

Walter frowned in confusion at the rest of the group, which seemed just as lost as him. Leela smiled; she knew what the Doctor was doing, and it was working. He continued after the sound of rustling paper was heard, probably the Doctor picking up another poster. "The attack on the Miracle Village."

Walter raised an eyebrow, remembering the news from a week ago. "For those of you who may not know," the Doctor read aloud, "Miracle Village, home to a whopping 8% of Zylphia's population, was recently _bombed_ by an unknown group. I'm here to tell you I know who did it. I know who killed 8% of the world population. And they're not finished; they're far from finished. They've been watching over this war for the past century, laughing at your stupidity. You haven't even noticed the attacks they've made over the hundred years this war has gone on- and they're responsible for a removal of at least 20% of the population at the start of the war."

"Get to the point," Leela muttered under her breath, almost breaking under the pain. She held firm and shut her mouth tightly.

There was a pause before the Doctor finally spoke. "Zylphi-B is responsible for the attack on Miracle Village. They are preparing bigger and badder weapons to fire at this miserable planet squabbling with itself. That is why this war must end. You must focus your power on Zylphi-B or you will all perish."

"He's lying!" Walter yelled, gripping the lever tightly. "He's lying about all of it!"

"But sir," one of the members of the group said softly, "what… what if he isn't? Can we take that chance?"

"Fine!" Walter glared at the group. "Everyone in favor of firing the missiles at Zylphi-B, raise your hand!" Walter did not raise his hand, but the rest of the group did. Leela did as well, knowing full well she didn't count. Before Walter could protest, the group made their way to the opposite side of the room where the controls were and recalculated the destination of the missiles.

"We now have enough regeneration energy to fire a nuclear attack on Zylphi-B," one member declared. Walter's eyebrows raised in fury and he took his hands off the lever. Leela sprinted towards the lever and grabbed it, but Walter grabbed her wrist with unrealistic strength.

"I'm not letting you waste 600 nuclear missiles on a barren, empty planet, _Leela the Second_!" he shouted, and forced the lever up. His strength was far more than that of Leela's; for some reason, all the members of the rogue group had far greater strength than thought possible. Leela's hand began to turn red as blood circulation was cut off. It wavered and shook but Walter's hand would not budge.

Leela turned to the rest of the group, raising her fist to the air. "I know Zylphians have a genetic bloodlust! I know you all have a craving for war inside you! But do you really understand what you're deciding today? You can kill millions of innocent lives, or defeat the _real_ threat. Who's with me?"

One cheer burst out from the group, but quickly died down as it realized itself being alone. One man hesitantly took off the mask and threw it to the ground. He walked over and joined Leela in forcing the lever down.

"No," Walter grunted, moving the lever back up, holding them both back. Before long, three others put their hands on the lever, forcing it down. Walter's face turned red as he struggled to keep it up. Leela turned to the rest of the group, who were wary about either decision, and nodded her head. Finally two more made their way over and pushed the lever down with all their might. A rumbling was heard from all around them and a few red bulbs dropped to the floor, shattering fiercely. Leela grinned and sprinted out of the base.

The Doctor found her outside on ground level, and they looked up at the stars and at Zylphi-B. Hundreds of missiles rocketed from the ground up into the sky. The Doctor smiled. "Now the Zylphians can satisfy their craving for victory and no one will get hurt. My guess is they'll be fighting Zylphi-B for a _long_ time. Constantly congratulating themselves over a victory when nothing actually happened." He added, "That sums up humans for you."

Leela grinned at the Doctor, then at Zylphi-B. Small bursts of explosions could be seen on Zylphi-B's surface even from down there, and they heard cheers of victory from down below in the base. Leela glanced at her bloody hands and suddenly remembered the pain she was feeling, stumbling back a bit as the feeling surged back.

"Leela! Who did that?" The Doctor glared down the entrance to the base.

"Doctor, it's fine, really-"

"Who?"

"...Walter. You met him earlier," Leela sighed. "Please, it's okay-" She paused and watched the Doctor storm down into the base. "Doctor! Stop!"

"Walter, is it?" the Doctor asked him politely.

"Y-Yes- Walter Tâk… I didn't know-"

"You heard what I said. Anyone who touches Leela must answer to me."

Leela called from the entrance. "Then you'll have to answer to yourself if you hurt him." He turned around. "What do you mean?"

"If you hurt Walter, you hurt me. Doctor, let's just go. There's been enough conflict for one day." The Doctor reluctantly followed Leela back outside and they made their way in the direction of the TARDIS. The Doctor had a worried expression. "I hope nothing's happened to the TARDIS- what with all the explosions."

"Yes! The beams! I love the beams, good thing they're not gone yet," the Doctor grinned, patting the metal beams surrounding the metal console. The TARDIS had finished repairing itself and it was complete with a new desktop theme.

The center pillar was filled with purple lighting, and water made its way down the insides of the glass center. The walls were a dark, burnt shade of red, and orange lights lined the edges, not exactly lighting the room very well, but appearing bright themselves. Leela noticed a variety of assorted controls surrounding the console, including what appeared to be a typewriter; a motion-sensing glove; a number of joysticks; an engine out in the open; a smaller, separate control panel detached from the rest of the console that spun around; a string with a grip hanging from the ceiling; and finally what appeared to be jumbled parts of a church organ.

The floor was made of dark wood, but was a number of meters below where they were standing, as the front entrance opened to a vent-like platform. A number of bookshelves lined the walls, each lit by a purple light. Overall there was an overwhelming amount of burnt reds and oranges along with intense purples. The Doctor grinned to himself. "Now then, I'm going to need a new suit while this one's in the wash, no thanks to you," he said, walking away and pointing to the tea stain on his sleeve. A large doorway opened from the side of the room to a smaller area full of different styles of clothing. A sectioned off line from the top of the doorway down to the wall at the back of this room was made of mirror.

"How about this?" the Doctor asked, holding up an old leather jacket.

"Naw," Leela replied, "too extroverted. The Doctor I used to travel with would've probably liked it."

"I see," the Doctor responded, moving the jacket to a pile to save for later. "How about a nice tie?"

"Yeah, that is something that other Doctor did wear a lot." She looked at the Doctor, who held up a wide, checkered tie to himself, smiling. She burst out laughing. "Might as well try on a bow tie while you're at it!"

"Ew, never a bow tie," the Doctor half-jokingly said, tossing the tie to the side. "Maybe I could wear a scarf…"

"I'm not replacing my mother," Leela scowled.

"Right, yes, sorry." The Doctor looked through the pile for some time and finally pulled out a black coat with three bright, shiny gold buttons. The coat was a soft fabric, and only the cuffs were leather. On the bottom of the front were two pockets (colored the same) that seemed more appropriate for a hiking excursion than this formal wear. He took off the coat he was wearing and, with a small eye roll, pulled off the cravat as well, leaving only his vest and dress shirt. He put a solid purple tie on as well. He then got himself into the new coat and raised his arms with a smile, waiting for Leela's input.

"I don't know, there's something… missing," she decided, rummaging through the pile herself. Halfway through she stopped, appearing to have found something for him. Instead she put on the white gunslinger's gloves herself and continued searching.

At last she pulled out a top hat. "Are you sure?" the Doctor asked, raising an eyebrow. "I do enjoy a top hat should the occasion arise, but all the time? Wouldn't it fly off my head?" She shrugged, handing it over. He slowly moved the hat on top of his head. He realized it fit _perfectly_. Almost as perfectly as his shoes. His eyes lit up and he dashed back into the console room.

"Okay, screwdriver, screwdriver- ah!" He paced over to one control panel with his hands behind his back. A new sonic screwdriver had been generated, and the top half looked brilliant- three rods formed a triangle of purple light. Up and down the rods were infrequent metal platings. There was a silver and dark gray handle with a simple button on the front. The bottom half was still inside the control panel, and Leela impatiently tugged it out.

"Oops," was the first thing that was said after the sonic screwdriver snapped in two with a shower of sparks. The bottom half was still stuck inside the control panel, and now there was a small bunch of disconnected wires hanging out of the top half. The Doctor grabbed the screwdriver from Leela and tried using it- luckily it didn't seem like the bottom half was necessary, but there were a few sparks flying from the wires and some bolts of static electricity making their way out of the purple rods. The sound of the screwdriver was also more broken, with a layer of static sound, a fuzz over the natural hum.

"Let me just try to generate a new one-" He pulled the typewriter keys backwards, then let go of them and let them spring back into place. He then tugged the string hanging from the ceiling and a painful noise came from the TARDIS.

"Is that supposed to happen?" Leela asked, unable to hide her smile- she was glad there was finally some more action.

"I think the TARDIS is going to do something I've only seen done once before," the Doctor said worriedly, turning to her. "I think we're entering Red Lantern Mode."

Walter Tâk sat in the bar with his head on the table, an empty glass standing next to him. There were far less fights there now- punches were replaced with high fives each time another successful attack was declared on Zylphi-B.

"Tâk," a rough, empty voice said from someone standing in front of him. He didn't need to look at the voice; he recognized it immediately. "Is it done?"

"No," he moaned from the table. "They all turned on me. They thought that barren planet was more of a threat. Those villages are still intact."

"I told you to get rid of the Zylphioze patches on the surface of the planet."

"Well, I didn't. What can I say?" Walter let out a sarcastic, hysterical laugh. "I guess… sorry!" He laughed again.

"They must perish before the war begins," the voice responded. "Time Lord Victorious must be inevitable."

"Yeah, well what about the Savior?" Walter glared up. "It's not like you can deny the countless warnings-"

" _Their kind must perish and I must survive_ ," the voice growled. "On the occasion the prophets weren't false and a Savior arises… leave them to me."

"You must know something about Zylphians," Walter said through his teeth. "We don't try to work miracles. We accept what was told would happen. Don't try to change the facts."

" _I am the facts_ ," the voice said on the last day of Walter's life.

To be continued


	2. Chapter 2: The Terror Mask

**2114 AD, Earth**

The helicopter flew just below the clouds, above an endless sea. Kelvin Arellano glared at the man tied up across from him, Caden Diamond. Caden kept switching from glaring back to seeming frightened for his life, which would be reasonable coming from a man that was tied up in a helicopter.

"Kelvin, I'm begging you- don't do this. This isn't even about the war anymore, it's about sanity."

"Don't give me that, Caden. You know more than anyone risks must be taken to make progress. If we didn't step into the danger, we would never get anywhere. You of all people must understand that!"

"This isn't a _risk_ ," Caden snapped, "it's _suicide_. When it comes to taking risks, there's a difference between going to the moon and blowing it up."

"You don't know what you're talking about, old man."

"A risk is going through danger in hopes of a better outcome! Kelvin, _what_ good can come from this? How can you do this when there is no good resolution to come from it?"

"We'll win the war," Kelvin responded. "That's what this whole mission is about."

"And then what? What happens to the device? How is it disposed of? Or, if it's not disposed of, what will it be used for when there is no just reason to fight?"

"You're a sick old man wishing the world could sit still!" Kelvin shouted, reaching into the bag by his feet instinctively.

"You're the one who's sick! You can't tell what's right and what's wrong, you're an idiot with too much power, and most of all, you're rubbish at tying knots!"

"Wait, what?"

The ropes around Caden fell to the seat and he lunged at Kelvin. Kelvin quickly pulled the mask out of the bag and put it on, and Caden was on his knees before he realized it. All the sudden Caden was more afraid than he ever had been in his life. Scared of how high up they were. Scared of the mask. Scared of the war. Scared by all his past memories coming back to haunt him.

The mask had an eerie smile stretched across its face. It seemed like it wouldn't be strange at all if the mask had eyes of its own that could shoot open at any given moment. It grinned at Caden, its evil lurking within.

Kelvin and the mask loomed over him, a predator enjoying the fear in the eyes of its prey. Caden's mouth dropped open wide, and he let out a groan. He knew what may come next- fainting, a heart attack, accidental suicide…

"What happened to you?" Caden spat out through moans. The masked head tilted to one side. "You're not Kelvin anymore. You've changed- that mask," he said through very quick breaths, "that mask, it- it isn't safe. It isn't healthy, for me _or_ for you."

With all the strength Caden had left in him, physically and mentally, he swung his foot straight at Kelvin's ankle. There was nowhere for Kelvin to dodge to, and his feet flew upwards as he crashed to the ground. The mask flew off his face and Caden grabbed it before he could.

Caden opened the door on the side of the helicopter and peered down at the ocean far below. His breaths slowed back down to a normal speed and he raised the mask into the air. He heard pants coming from behind him. "Caden, millions of people will die if they don't have that."

"Millions of people on the other side will die if we keep it! This isn't right!" Caden waved it in the air. "I'll do it. Don't think I won't."

Kelvin screamed in rage and launched himself at Caden's back, shoving them both hard out of the helicopter. This was all out of eyeshot for the pilot, and the helicopter made no move to save either of them. Kelvin, Caden, and the mask plummeted towards the water below, but Caden was content and happy.

"What's Red Lantern Mode?" Leela asked, grinning. In her travels with the tenth Doctor, they had never gone into this Red Lantern Mode. She assumed it would be fun to explore; she had never known the TARDIS to be anything not-fun.

"Well, you'll see one key difference when we take a look at the Police Box exteriors," the Doctor responded, frantically tapping some buttons and putting on the glove connected up to the controls, then moving his hand in different motions to send instructions to the TARDIS.

"Let me guess- the lantern on top turned red?"

"That's the one; side effect of the broken chameleon circuit," he responded. He grabbed one of the many joysticks and moved it in the pattern up, up, down down, left, right, left, right, and pressed a B button and an A button. He then pounced to the other side of the controls, proceeding to pull a key of the typewriter-like mechanism up and letting it fall back into place. He continued in this fashion for several moments.

"But don't you mean 'exterior', as in not plural?" Leela asked. "You said 'exteriors'."

"I know I did," the Doctor responded, "and that's the main difference in Red Lantern Mode. While this system is running, the TARDIS has two separate exteriors. It's the same inside, but two exits. Meant to allow a Time Lord to multitask, or be used by Gallifreyan builders to fuse atoms together by pushing in two objects at the same time and creating a new material. However, I can't seem to turn it off…

"Leela, something happened to my TARDIS while it was recovering back on Zylphia. I don't know if something or someone got inside, or if it was the gas in the atmosphere, or something else- but it's going to malfunction a lot more now. It's even more broken than it already was.

"Anyways!" He dashed to one of the control panels and lifted up the entire panel, revealing a dark surface with small bits of light prancing around on it. "This is the Telepathic Circuit. I've never used it before, but if I remember correctly, it should follow your thoughts if you put your hands on it. There's the possibility of focusing your thoughts enough to pinpoint only _one_ destination, which would result in the two exteriors landing in the same place and automatically shutting off Red Lantern Mode."

"Aw, can't we play with it a little while it's activated?" Leela frowned. "We could do loads of timey-wimey stuff with this! Come on."

"Timey-wimey?"

"You said that all the time in your future."

"No, I won't. I'll be sure not to. Sounds childish. But we can't play with Red Lantern Mode, it's far too dangerous. If we exit those doors, there will be two versions of us. We need to switch it off."

"Ugh. Fine." Leela slapped her hands against the dark surface, and the lights focused around her hands. "Why aren't you doing this?"

"I'm the last person that should do that; my brain's all over the place. Remember, you need to _focus_ your thoughts."

"Where should we go first?"

"Your pick."

Leela thought about it for a minute. The tenth Doctor had reluctantly shown her many things about Earth before. She remembered one of their first few trips, when they encountered Lazarus. He was scary, but she remembered they had convinced him to become a better person. Well, temporarily.

"Good job," the Doctor said. "Where'd you take us?"

Leela opened her eyes. "Wait, what? We've already landed?"

"Yes. That's usually what we're aiming to do here: land."

"But, but- we need to try again!"

"The TARDIS needs time to rework itself; side effect of whatever happened to it on Zylphia. Come on, I'm sure you were great at focusing your thoughts."

"But I didn't mean to land- I mean, we need to go, now."

The Doctor grinned and ran for the door. The moment he opened it, Leela could feel something move inside. "Doctor, what just happened?"

"Well, I've opened a door leading to two different places, so at this moment in time there are two scenarios playing out," the Doctor said, "but nothing too different until we walk outside."

"Are you sure we can't leave yet?" Leela asked, worried she'd thought of the wrong person.

"Yes, and it wouldn't make sense to turn back now anyway," the Doctor said. "Come on, let's see what's outside these doors! First trip!"

"Or two hundred and sixteenth, from my point of view," Leela muttered, counting the time she had spent with the tenth Doctor. She reluctantly followed the Doctor, and when they walked through the TARDIS doors she again felt something strange happen. She couldn't exactly describe what it is; it almost felt like she was splitting, but at the same time remaining whole.

 **2114**

"So, Leela," the Doctor asked, clapping his hands together as he turned around to face her, "where are we?" Leela looked around the rocky beach and filled her lungs with fresh air.

 **2162**

 _"So, Leela," the Doctor asked, clapping his hands together as he turned around to face her, "where are we?" Leela looked around the room. It was just small enough to seem cramped, but just large enough to have enough space anyways. There were a few benches along the walls, a small table with a mug resting upon it, and a circular window. It definitely felt like the room was moving, and Leela's thoughts were confirmed when she looked outside._

 _"Apparently we're in a submarine," Leela thought out loud. "But we were never…"_

 _"Never what? Who's we?" The Doctor raised an eyebrow._

 _"Nothing. Well- nothing. Brrr!" Leela shrank as a blast of cold air bursted through a vent. Within a few seconds, it switched off again. The Doctor began to inspect their surroundings and jumped back as one of the doors opened automatically. He muttered to himself, "if I want you to open, I'll open you!"_

 _Leela pondered why they landed here. The three of them- Leela, the Doctor, and Lazarus- never encountered each other underwater. In fact, in the back of Leela's mind, she thought Lazarus must be scared of water because of how he acted around it. She knew he was_ much _more afraid of fire, and she grinned to herself. She_ loved _fire._

 **2114**

"Where do _you_ think we are?" she replied to the Doctor, looking out onto the horizon at the edge of the sea. "Earth!"

"Earth?" The Doctor's mouth spread into a grin. "Ah, I love Earth. Did you come here often with me before?"

Leela almost laughed. "Are you kidding? You won't be able to keep me away from it!"

"Well, Earth's incredibly separated for most of its time. Care to specify where on Earth we are exactly? What time period?"

"No idea," Leela said, hearing a seagull in the distance. It was an incredibly foggy day by Earth standards. The ground was entirely made up of large rocks, and the waves crashed against them, bringing music to Leela's ears. On the other side of the beach was the bottom of a small cliff, and very tall grass was growing above.

Leela narrowed her eyebrows as she thought she saw something move on top of the cliff. "Doctor, did you-" she was interrupted by shouts and repeated gunshots from above. The two quickly scrambled up the side of the cliff to get a better look, peeking their heads just above the grasses. The Doctor ducked quickly as his head was almost taken off by a large explosive device. The two looked behind them as the device landed in the shallow water and erupted through the waves with a thundering _BOOM_. They quickly heard more explosions on the other side.

"War," the Doctor said, his voice barely cracking. "Of course we landed in a war."

 **2162**

 _Leela leaned over one of the benches in the wall to take a look outside the submarine. There was barely any light in the murky water, and no sea life at all. They didn't seem to be anywhere near the bottom_ or _the surface. She saw a metal structure with windows outside, level with the submarine itself. Then she realized it was part of the submarine- the vehicle was ring-shaped, and she was looking at the other side._

 _Another blast of cold air flew out of the vents, and Leela shivered as she made her way to the small table. Inside the white mug was some warm kind of brown liquid. From her time on Zylphia, Leela had learned of two brown liquids: coffee and chocolate milk. She snatched the mug off the table and decided it must be coffee, drinking a mouthful._

 _She immediately spit it back out and forced herself not to throw the mug at the window, remembering they were underwater. "This coffee is terrible! It's all watery!" She slammed it back down on the table. The Doctor rolled his eyes and walked over, taking the mug._

 _"Since we've already taken a sip without asking, I guess it's fine if I do it too," the Doctor said, glaring at her rudeness. Leela gave a shrug in return; she remembered the tenth Doctor had been the same in the past, but simply got used to it. Now the Doctor furrowed his eyebrows. "Of course it's terrible coffee: it's not coffee! It's tea! You just drank your first real, zylphioze-free tea!"_

 _"I wanted coffee!" Leela huffed. The two of them decided the room they were in didn't seem to pose any excitement and walked to one of the doors on either side. It automatically opened with a slow screech of metal. Five people were already waiting on the other side, guns drawn. Each gun had an old fashioned light bulb attached to the very back, blinking to indicate something. Just in front of the bulbs were small, dark, and rectangular pads facing upwards, with green lights crawling around in them in organic motions._

 **2114**

"What are you doing? Get back!" A man with a black vest grabbed the Doctor by the arm and pulled him to the bottom of the small cliff, narrowly missing a red-orange laser blast crackling with energy. Leela ducked down and followed them, grabbing the gun from the soldier's hand and running back up. "You a coward, is that it?" Before the soldier or the Doctor could protest, she pointed the gun at the enemy side.

The gun had an old fashioned light bulb attached to the very back, but it wasn't lit up or blinking. Just in front of this bulb was a small, dark, and rectangular pad facing upwards, with green lights randomly dispersed across the pad, motionless. Without hesitation Leela pulled the trigger, but nothing happened. She tried again, and heard a soft fizz from the gun. Still nothing.

"What are you, an idiot?" the soldier called up to Leela. "Get back down! That gun will be no use in broad daylight!" Leela jumped back down after a few more red-orange lasers flew past her head. A few other soldiers emerged through the grasses and made their way down the cliff.

 **2152**

 _"How the hell did you get on this ship?" the man in front questioned, pointing his blinking gun at the two with one hand. "Are you stowaways? Pirates? Here to sabotage the mission?"_

 _"How does that gun work?" the Doctor questioned back in a calm voice, pointing at the pad with moving green lights._

 _"What?- Shut up and tell me who you are and how you got on board my ship!"_

 _"Now there's no need to be frightened of us-"_

 _"We're not frightened! You should be frightened, you have five guns pointed at you!"_

 _"Well, yes, but you collectively have five lives total; we have about nine left on the other hand. Now then, put that gun down, and tell me how it works."_

 _"Why are you so interested in our guns? They're just ordinary Night Guns. They gain laser energy from the Doctor Moon, but only when it's on our side of Earth, so during the night."_

 _"The Doctor Moon; what Doctor Moon?"_

 **2114**

"Well then how are their guns working?" Leela demanded the soldier.

"They have solar power, you _idiot_! Our guns are only powered during the nighttime when the Doctor Moon is out. But they have the materials they need for solar power. Luckily only we have access to the Doctor Moon. We only attack during the night."

"And what do you do during the day?"

Another missile landed near them, exploding against the top of the cliff a few meters away. The soldier rolled his eyes at Leela and the Doctor as if it was obvious. "We run!"

 _"Captain Oswald Harper," the man in front responded. "And these are Bruce, Jay, Asha, and Lazarus." The crew looked to Captain Harper with concerned looks, refusing to put down their guns._

 _"Right. I'm the Doctor, and this is Leela. We're terribly sorry for the mix up- we were supposed to be on the Enterprise- the ship? It was going across the Atlantic to South America? No idea how we ended up on this ship."_

 _"Wait, but I thought we were time travelers," Leela blurted to the Doctor, confused._

 _The Doctor slapped his hand on his face. "You must forgive my friend Leela, she's a bit too imaginative." Leela's eyes widened as she wondered if they really were humans and somehow her brain had been scrambled into thinking they were Time Lords, but she was reassured when she caught the Doctor glaring at her._

 _"Doctor who?" Captain Harper demanded._

 _The Doctor paused. "Doctor John Smith. I know, it's-"_

 _"John Smith? That's the most ordinary name I've ever heard."_

 _"That's why I prefer to go by the Doctor, thank you. Now, where is this ship headed?"_

 _Jay spoke up. "Of course something like this would happen on such an important mission. Someone had to wind up on the SS Bowie Ring."_

 _"I'm sorry, did you just say SS Bowie Ring? The submarine named after the singer? Plus, since it's shaped like a ring-"_

 _"No," Asha said, "named after the first base on Mars."_

 _"Which was named after the singer," the Doctor said quickly, pacing around the room. "So if I'm not mistaken, we're on the SS Bowie, headed to the Tonga Trench? No, wait, it's more ambitious- the bottom of it? The Horizon Deep?"_

 _Leela put her hands behind her back and pulled something out of her back pocket. Keeping her hands back there, she very slightly bumped the Doctor on the shoulder. He understood and put his hands behind his back as well._

 _"...That's right," Bruce said. "How did you know?"_

 _Leela quickly placed the objects in the Doctor's hands and he whipped it out in front of him, quickly deciding based on observation what it must be he was holding. "Doctor John Smith, part of Lovely Inspection. Helping you to help us to make you happier. Sorry, I have to say that." He subtly handed the psychic paper back to Leela._

 _"An inspection? But I thought you got here by accident." Captain Harper motioned with his head for them to follow him down the corridor the group was standing in. "Nevertheless, you'll see everything is in fine shape…"_

 _"Oh, that won't be a problem," the Doctor smiled, trailing behind them. "I was supposed to be inspecting the Enterprise. We're already in trouble for missing that inspection; better not dig ourselves deeper by poking around here."_

 _The corridor smelled like a new silver coin, and a bright light shone down on them, making everyone squint and feel under pressure. "So," Leela asked curiously, "how advanced is this technology?"_

 _"Well, we've got Night Guns and auto-repair systems- and the ship and the suits are able to withstand the amount of pressure we'll be experiencing this deep into the ocean. Also, Asha here has a workshop on the other side of the Ring where she creates some devices every now and then."_

 _The Doctor asked the next question. "Why are you going here, anyway? People have already gone to the Challenger Deep, much further than this."_

 _"It's still uncharted. Since we've already started colonizing another planet, we might as well get to know our own a little more."_

 _"Ah, the human race," the Doctor smiled. "Always reaching new heights." Captain Harper raised an eyebrow. The Doctor quickly gave another grin. "Aren't WE great?"_

 _They reached the other side of the corridor and found themselves in a slightly larger room with computer monitors showing shots from all sides of the ship. There were also many switches and dials, but more organized than the Doctor's TARDIS. "It appears we'll land in a matter of minutes," Bruce said hopefully. "Should we get ready?"_

 _"Jay and Bruce, suits on," Captain Harper said quickly, taking on a new, get-things-done persona. The two made their way into another room off to the side and got themselves into two shiny, copper-colored suits. Lazarus moved his hand through his black hair and returned the stare Leela had been giving him for a while, letting her know he had noticed. Leela turned away when their eyes met. She just couldn't find comfort with him there, even if the man in the room hadn't done any of those things yet…_

 _"Do we get any of your do-dads for the special occasion, Asha?" Jay grinned at the dark-skinned woman through his visor. She rolled her eyes. "Fine- do we get any of your… devices for the special occasion?"_

 _Asha grabbed two metallic, spherical objects from a table attached to the wall and slapped one in each of their hands. "Telepathic grenades. They'll intercept some electrical pulses based on certain brain functions. The correct combination of electrons will activate-"_

 _"You're talking, but all I can hear is 'sciencey mathy stuff nobody paid attention to in school'," Leela interrupted. Asha cast a glare at her, looked back to Jay and Bruce, and sighed._

 _"When you're holding them, you can activate them by thinking it's going to happen- like moving your fingers; it'll just happen. Make sure to actually throw them once they're activated, dip wads."_

 _Bruce chuckled and fake-saluted Asha. The two of them bumbled into the airlock together, waving the spheres at each other as if they were going to set them off. The doors closed behind them and the ship made a beeping noise. Captain Harper opened the door to another room. "There's a live video feed in here, as well as communications systems." They watched in wonder._

"Caden Diamond," the man greeted Leela and the Doctor when they got back to the base. He was one of many scientists in the same room with a low ceiling; the rest were working on other projects. "Pleasure to meet you. I assume you're Gunless?"

"Pardon?"

"Oh, you may not know our war terminology. The people who lost their guns and had to flee because no one knew which side they were on. During the war we've developed the terms Day Gunners, Night Gunners, and Gunless. We're Night Gunners; our guns are powered by the Doctor Moon."

Leela raised an eyebrow. "Seems like a lot of your culture depends on your guns. What do you call someone who never had a gun in the first place?"

Caden didn't seem to understand the question. "No one alive hasn't had a gun before. After Alaska was claimed a few months ago, it's not just a World War based on every country joining- every place on Earth is involved in this."

"Really?" The Doctor walked across the room to look at a display of different masks along the crumbling brick wall. "I hadn't heard the news about Alaska. What I'm more interested in, Caden Diamond, is why you seem to have confused a war with a drama club."

"Ah, I see you've noticed the mask prototypes," Caden replied. "It was my boss's idea; his job is to invent concepts, mine is to invent the technical parts. Kelvin Arellano, over there." He pointed to a man in a tweed jacket with scraggly hair across the room, sitting at a desk.

"Kelvin Arellano?" Leela walked up to the man. "We're time travellers and we want to-"

"You must forgive my friend Leela here," the Doctor paced up behind her and grinned at Kelvin. "She's a bit too imaginitive."

Kelvin slowly turned his head to face the two of them, a smile plastered on his face. "Yes, of course. What was it you wanted?"

"We're Gunless from- from Alaska. We were wondering what those masks over there are for. Your employee Caden Diamond told us about it…?"

"Right, yes. I'm part of a team that's working on weapons that won't require any energy whatsoever. In this war, _they_ attack by day, and _we_ attack by night. But if we had a weapon not powered by the sun _or_ the Doctor Moon, we could have a much better chance."

"I see. What does this proposed weapon do?"

" _Fear_. What's been driving this war since the beginning- _fear_ is within everyone. Scare a threat enough and it's no longer a threat. Legends say there once was a man who, when outnumbered one hundred to one, was able to scare them enough to turn the tables, to live to tell the tale."

"Those silly Zygons," the Doctor whispered under his breath.

"What if we could control fear? _That's_ what this is about. And I think you'll understand in this next test. Caden," he called across the room, "prepare for prototype 13H testing!"

Leela and the Doctor were led into another room with Kelvin and Caden.

 _"Do you hear a humming?" Bruce asked Jay through his communicator. "What's humming in the Horizon Deep?" He shrugged to answer his own question and, upon finding a large landform ahead of them, grabbed a grenade and held it at the ready._

 _Once they had reached the rock, Bruce's grenade began to glow. He tossed it against the wall of the rock and it almost instantly exploded into a multitude of splashes and fire. The wall in front of them crumbled and they stepped inside the new cavern._

 _Inside they found a skeleton. "What…?" Bruce looked to the ceiling of the cave. "Someone must've fallen down here a long time ago, and somehow by natural causes the top of this place formed over them. Ooh, they brought a mask down with them!"_

 _An old mask with a strange smile on its face hung by its string from a piece of rock off to the side of the cavern._

On the wall in one of the rooms was a large glass window facing into another, white-bricked room. Inside there was a dark-skinned man gasping for breath. Another mask, this one a bit odder than the ones they had seen before, hung from Caden's hand. "I think you will find this fascinating," Kelvin told them, taking the mask from Caden. "There are top secret chemicals within this mask. When someone puts the mask on, the chemicals induce a terror state in whoever looks at them. In here we have a captured Day Gunner-"

"You're testing a weapon on someone without their consent?" the Doctor fumed. "Get him out of here now!"

Leela punched the Doctor in the arm. "Let me see what happens." Kelvin grinned at her and stepped into the room through a side door. He slowly put the mask on his face and turned to the other man in the room.

 _Bruce grabbed the mask and placed it over his face, doing a little dance for Jay. "Look at me! I'm fabulous!" He quickly realized Jay wasn't enjoying it. In fact, Jay seemed to be scared of something. "What? Is there something behind me?" Bruce turned around- nothing._

 _"Take it off!" Jay demanded. "Take it off now! Please!"_

 _"What's the big deal? It's just a mask-"_

 _Jay backed up and tripped over a second skeleton. He scrambled to his feet and began running back towards the ship. "Jay," Captain Harper called over the communicator, "what's wrong?"_

 _"Let me in!" Jay banged his fist against the door. He slowly turned around to the confused Bruce. "Help! Let me in, please! He's- LET ME IN NOW!"_

 _"Jay, tell us what's wrong!"_

 _"PLEASE! SAVE ME! STOP- HELP- IN PLEASE END HELP LET ME PLEASE SCARED DEATH HELP HELP STOP NOW END-" he grabbed the grenade out of his packet and clutched it in both hands, shaking violently. It began to glow brightly._

 _"Jay," Asha yelled over the intercom, "throw that away now! Get that to a safe place, it's going to-"_

Leela couldn't shake the feeling she had been involved in this before. The man in the room got into a ball in the corner of the room, Kelvin looming over him. He was shaking in fear, unable to tear his eyes away from the mask.

"I think we've seen enough," the Doctor said, his eyebrows furrowed. "You can stop now."

"Fine," Kelvin called through the window, taking the mask off his face. "The best part? No electricity. No gas. No sun. No Doctor Moon." The man in the corner closed his eyes in relief.

 _The ring-shaped ship had broken into a semicircle. The TARDIS sat on the ocean floor in front of two new corpses. Captain Harper stared at the screen from the other side of the ship. Everyone turned to her in shock. "Get that mask," he snapped._

 _"No, don't!" Leela said, glancing towards Lazarus. "That's more dangerous than anyth-"_

 _"GET. That. Mask!" He pointed to the airlock and then to Asha. "NOW!"_

 _Asha reluctantly made her way to the door to the airlock. Just as the door automatically flew open with a screech, Harper repeated himself. "CHOP CHOP!"_

 _"How are we going to get back up? Half the ship's gone! How-..." Lazarus's face went white. The Doctor put his hand on Lazarus's shoulder. He turned to Leela and motioned for her to say something. Leela shook her head. The Doctor raised an eyebrow._

 _Leela kneeled down to face Lazarus. She could do this. She was going to tell him they would survive this. She opened her mouth and Lazarus looked up and made eye contact; suddenly there were no words she could come up with. She slowly stammered, "L-lazarus? We're going to get out of this. I promise. We'll be fine."_

 _"How do you know, of all people? You just wound up on this ship by accident."_

 _Leela took a deep breath. "Lazarus, I PROMISE you will get back to the surface. I know for a fact you will get out of here."_

 _"My parents are dead."_

 _Leela raised her eyebrows in surprise. She barely managed to stop herself from saying she didn't know that before. In all that time she'd known him, she never knew Lazarus was an orphan._

" _If I die down here, no one will know. No one will care."_

 _She sought for words. "You will, and that's what matters right now."_

 _"How? How are we going to get out of here?"_

 _"We're going to make some adjustments to your ship," the Doctor replied, turning to face Captain Harper. "Show me blueprints."_

"It still doesn't work as well as we're hoping," Caden explained. "But the test you just saw was very close. A few more adjustments and we'll be able to create an army like no other."

"Just how scared are you planning to go?" Leela asked curiously.

"Guess," Caden said, placing prototype 13H back on its shelf. "As scared as possible. So scared, there won't be an army to battle."

"But what about them? What will happen?" the Doctor pried. "You can't just exterminate the lot!"

"That's what we're trying to do every day here, _Gunless_ ," Kelvin snapped, returning to his workstation.

Leela glared at him. "No reason to be rude. You're already trying to make people who are forced to fight terrified, and there's no reason for that either."

"You two tag along with Caden until we know what to do with you." Kelvin began sketching another mask on his sheet of paper.

"He means well," Caden said quietly to the two of them. "We need to sell this to the Board."

"What Board?"

"They're the ones in charge of everything around here. Kelvin's bosses. Since we're almost done with the project, we'll need permission to give these to soldiers."

"Hold on," Leela raised an eyebrow. " _These_? You mean you're giving one to every soldier? Mass production of Terror Masks?"

"Exactly," Caden replied. "And from what I've seen, Doctor, you seem more able than any soldier around here to persuade someone. I'll sign you up to sell the idea to them."

"I'm _sorry_?" the Doctor said. "I won't do that! I don't support this!"

"You'll do it," Caden replied nastily. "You'll do it if you value your life."

"That changes nothing."

"Fine," Caden said angrily. "Should've expected this from a Gunless… Fine. You'll do it if you value the life of your friend here."

"What?" the Doctor and Leela said in unison. Leela seemed more scared than the Doctor.

"Fine," the Doctor said, " _fine_. Now that you mention it, I would _love_ the chance to speak with the Board about your Terror Masks. I'll give them the truth." He grinned.

"You'd better," Caden answered, then returned to his work himself. "We'll head over there in an hour. And don't think you can pull any funny business here. If you refuse to speak to the Board, we'll kill her. If you speak to them and they're not happy, you won't see her again. She only leaves this place if you convince the Board."

"Doctor," Leela whispered under her breath, "isn't that…" She pointed across the room.

"Hm? What is it?"

"Doctor, that's Walter!" Leela pointed straight at someone across the room. "There, in the blue, right _there_!"

"I don't see him."

Leela pointed straight from where the Doctor was standing. "He's the only person wearing blue in this room!"

"Leela, no one's wearing blue in this room!"

Leela stepped back for a moment. "What do you mean, there's- but- he's right there!"

"Leela, calm down. Everything's fine-"

"I don't need you to talk to me like that!" Leela stormed off, grabbing a mug out of the hands of one of the scientists and taking a gulp, before spitting it back out. "And keep your tea!" She threw the mug back at the Doctor without turning around.

 _Leela couldn't stop thinking about Lazarus. How had she never known he was an orphan until now? She had never seen her parents either, at least not her biological parents. Ada, Miana, Isaac, and for a short time, Walter, had been the only family Leela had known. The tenth Doctor had told her about her mother and had shown her pictures, but Leela always felt like there was something missing between her and her mother. When she saw pictures of her, she didn't feel a connection like she did with Ada and Miana. Her mother was a complete stranger._

" _It looks like we can reroute the heating power to the backup engines, then override the systems to run the main engines with the backup ones at the same time, adding up to enough velocity to reach-" the Doctor did some quick calculations in his head. "-278 feet below the surface, then we'll have four seconds before the ship powers down and starts sinking again."_

" _What do we do then?" Captain Harper asked._

 _The Doctor shrugged. "Swim?"_

" _And what about, you know, the heating?"_

" _We'll have to find another way of getting heat. But don't worry, I have a plan."_

" _Okay," Asha asked over the communicator, "So how do we make heat?"_

" _Oh, I have no idea. I was just telling you I have a plan to get us to the surface. It looks like we can reroute the heating power-"_

" _So how do we reroute the thingy?" Leela asked._

" _We should be able to work with the circuits over there, on the other side of the gap created by the explosion. We still have one suit Asha is wearing now."_

" _That won't work; there's no airlock on that side," Captain Harper explained. "We could go the long way around the inside, but then we'll have to be back here near the airlock by the time the ship reaches the surface."_

 _Leela pulled the Doctor to the side. "Doctor, how are we gonna get the TARDIS back?"_

" _It should've initiated emergency systems by now, and gone to the nearest land mass. Let's check," he said, and turned on a communicator. "Asha, do you happen to see any blue box outside with the words 'POLICE PUBLIC CALL BOX' on the front?"_

" _What? No," Asha replied. "I'm coming back in with the mask."_

" _Oh, for the last time," Leela glared at Captain Harper. "You can't let that thing in here! You don't understand what it does!"_

" _How do you know?"_

 _Leela looked to the Doctor, but he wasn't going to help her now. She decided it was time to jump right back into this life, this kind of existence she had experienced before when she was only thirteen. There would be no waiting, no going slowly to see if the water was cold or not. It was time to cannonball, for better or for worse._

" _The Doctor and I aren't stowaways, we're time travelers. We come from the planet Gallifrey in the constellation of Kasterborous. I grew up on the warzone planet Zylphia, and everything I've learned I've learned the hard way. I know that mask. And I've seen what it can do. It's called the Terror Mask and it's going to latch on to every one of us like a parasite and then pick us off one by one. I know because it happened to me. So I'm going to ask you again to leave it out there in the ocean." She made eye contact with Lazarus._

 _No one spoke for what seemed like forever. The silence was broken by the sound of an automatic door opening with a SCREETCH. Asha stepped in and handed the mask to Captain Harper. "How did something like this end up at the bottom of the Horizon Deep?"_

" _I'm telling you-" Leela tried to convince them, but it was no use. She had known it from the beginning: humans were just too curious. The Doctor knew that was a good thing, most of the time._

" _Well then, let's take the long way round," Captain Harper declared. "We can take a look at this artifact along the way."_

"Board session number 168 is now in progress. You may be seated."

The room was surprisingly tall compared to any of the others in the facility. The walls were painted beige and brown, one of the only rooms with paint along with the testing chamber. The table was in the shape of a ring, and people sat around the outside; the five Board members sat at one end. In the middle of the ring was a platform that rose up from the floor. Leela was sitting in a chair next to Caden and Kelvin worriedly.

"This Board meeting is assigned to discuss the work of Doctor Kelvin Arellano. A Gunless named 'the Doctor' has been signed up to tell us why we should invest in this concept."

"Thank you…?" the Doctor asked from the platform.

"Sir Isaac," the Board member replied politely.

"Thank you _so_ much for allowing me to talk to you about this amazing new design, Sir Isaac. You see, Kelvin's genius lies in where he looks for solutions. I've taken a look at all the other proposed weapons, and do you know where they all fell short? I'll tell you: all of your weapons rely on energy. Specifically, energy from the Doctor Moon, which is only given at night. This mask requires literally no power. It can be used endlessly, and while it may not kill the victim-"

"It doesn't?"

"Hold on, let me finish. It doesn't kill the victim. It induces a state of fear. That's what war is all about, fear. Really, that's what human life is all about: the fight against fear. But Kelvin here has managed to do the unthinkable: control fear."

"I have a question, Doctor," another man, not on the Board, said. "If we can obliterate them in one go with another weapon, who cares how much it relies on power? That would be much more effective."

Before the Doctor could respond, Sir Isaac pounded a gravel on the table. "The time is up. Sorry, but the sun is rising, and we can't stay here. This is their base during the day, we all know that. Votes for the Reality Bomb?"

Five people raised their hands.

"Aaaand votes for the Terror Mask?"

Twenty-six people raised their hands.

"Well it's settled, then-" Sir Isaac was interrupted by a blaster shot from a Night Gun. He put a hand to his chest and fell to the floor. Leela tried to run over, but was held back by Caden and Kelvin. A few other people rushed over to find, literally, a  
blackened hole straight through the middle of his chest.

The meeting erupted into chaos. The supporters of the Reality Bomb had all secretly brought Night Guns to the meeting. The Doctor leaped over the table and found Leela in the crowd, along with Caden and Kelvin. "We need to get out of here!"

"No we don't," Kelvin shouted over the blaster shots. He grinned as he reached into his bag and pulled out a Terror Mask.

"Oh, no you don't!" Leela pulled out her own dagger and tried to stab Kelvin, but he quickly dodged the clumsy attack. He ran back into the thick of the action with the mask, and Leela chased him before the Doctor could stop her.

After a few seconds, he decided Leela would be alright. "Come on, Caden," he said, "we're getting out of here."

"But it's daytime outside; we're sitting ducks!"

"They're still getting over here, _come on and run!_ "

" _Some of the doors have locked themselves due to an emergency system for when the ship is damaged," Captain Harper explained when they reached one of the doors. "Asha, can you override this?"_

 _"I'll need at least ten minutes, but sure," Asha replied, opening a panel on the side of the wall. "You guys make yourselves comfortable."_

 _"So, Doctor, was Leela telling the truth back there?" Lazarus asked. He turned to Captain Harper and Asha, then back to him. "I mean, I want to know."_

 _The Doctor looked him straight in the eye. There was something there, something different. Had that been there the whole time? The Doctor looked to the rest of the crew. It was the same… since the Terror Mask had been brought on board, the crew members had changed. He then pushed the question away by laughing out loud._

 _Lazarus laughed with him. "Of course." He scratched the back of his neck and turned to talk with Captain Harper._

 _"Doctor," Leela whispered. "What's that outside?"_

 _The Doctor looked out the window. There was nothing but darkness, except for… what was that? There couldn't be any life down this deep in the ocean, could there? But his eyes gave him proof. There was a small, white light outside, dancing in the distance._

 _"Mr. Harper, I think you'll want to see this," he showed the Captain the light. He stared out the window just like the Doctor had, astonished._

 _"How can that be possible?"_

 _"Looks like your trip down here was worth it after all," the Doctor smiled. "Whatever's out there has never been seen before, it's never made human contact."_

 _Leela thought she saw tears coming to Captain Harper's eyes. Then she saw something else, out of the corner of her eye. A movement. She turned to see what it was, but there was nothing there. "Doctor, did you see that?"_

 _"See what?"_

 _Leela looked around for a while. "Nothing. Sorry, nothing." A few moments passed in silence. Lazarus breathed a sigh. Captain Harper began jotting down a few words on a notepad about whatever was outside._

 _"Wait, there it is, again! I swear-" Leela pointed at one of the pipes. "It was just- who was that?"_

 _"Leela, I'm sure it's nothing," Lazarus complained; he was happy with the quiet. Leela hated quiet._

 _"But it was right over there! Wait, hold on- there it is again! Was that- no, it couldn't be. Doctor, don't you see him?"_

 _"See who? See what?"_

 _"Doctor, that's WALTER!" Leela ran in the other direction of the door, then stopped at a corner. "Doctor! Didn't you see him? He was just over here-"_

 _"Leela, calm down. I'm sure it was just rust." He pulled her to the side. "Now, I'm sure that might've helped us earlier, but remember, no one will believe we're time travelers. And if they did, humans would try to use us to their advantage. You have to remember that from now on-"_

 _"Don't tell me to do that! You never told me to do that when I was thirteen!"_

 _"Leela, calm down-"_

 _"No! I'm tired of this- this whole thing! I thought traveling with you again would be fun- I based my whole life around you coming back, and look where we are! We're stuck here at the bottom of the ocean with the Terror Mask-"_

 _"Leela-"_

 _"Why are you all staring at me?" Leela looked at everyone. "Stop looking at me like I'm stupid!" She pulled out her dagger._

 _"Leela, put the dagger down!" The Doctor tried to take the dagger out of her hands, but she swiped it in front of him in warning._

 _"Don't think I won't use this. I want to get out of here. I don't care if I live or die, because I don't have a family to come back to on Zylphia. No one's waiting for me on Zylphia. No one's waiting for me anywhere. And to think I was waiting for you, Doctor." She quickly moved the dagger towards the bottom of her chin._

 _"LEELA!" At first, she thought the Doctor had said it, but Lazarus was the one who had yelled her name. "Please don't do that!"_

 _"Don't think I won't. Everyone stop staring at me. Stop looking at me! Stop!"_

 _"Leela," the Doctor said very calmly, "put the dagger down. I know it might be difficult to be in a cramped space like this for a long time, but we're going to get out."_

 _"Oh, I'll show you getting out," Leela said, and slit a huge gash in the bottom of her chin. The blood immediately began dribbling down her shirt and to the ground._

 _"LEELA!" The Doctor tried to take the dagger, but it was no use._

 _"Asha, you'd better HURRY UP ON THAT DAMN DOOR!" Captain Harper shouted._

 _"Everyone stop looking at me! That's all I want! I'm not the villain here!"_

 _"Leela, no one's the villain here!" Lazarus yelled at her._

 _"You can talk!" she shouted back. "Stop screaming at me!"_

 _"You stop screaming at me!"_

 _"Both of you stop SCREAMING, for God's sake!"_

 _"Lazarus, I don't CARE if you haven't done it yet. I don't CARE if you never will in your timeline. I don't even care if we all die down here together. I care about what you did to me in my past. I tried earlier to work with you all, but this is too much. I can't forgive you. I just can't."_

 _"Leela." the Doctor put his hands on her shoulders, which were now bloody. Her head moved like a lab rat under a magnifying glass, glaring at him. "Please, take the mask off."_

 _"What?"_

 _"You're wearing the Terror Mask."_

 _"No I'm not! I'm not insane!"_

 _The Doctor slowly reached towards her face. She backed up to a corner and began breathing heavily. "All of you stop staring at me. Why are you staring at me?"_

 _The Doctor snatched the mask off her face. She stared at it in shock. She hadn't put it on, she KNEW she had never put it on. She wouldn't put it on._

 _"I… I didn't mean… I never…" Leela collapsed to her knees and curled up in a ball._

 _The Doctor handed the mask to Captain Harper. Everyone let out a loud sigh of relief as Asha turned to them. "I overrode the system. The door should be able to be pried open now. Someone grab a crowbar."_

 _Lazarus was also breathing heavily. He looked out the window with the Doctor. "Is Leela always like that?"_

 _"No, I don't think so," he replied. "It's the mask. Don't let it get to you, Lazarus. Something's inside it. We have a long trip ahead of us."_

 _The group walked through the doorway. The Doctor looked out the window one last time before they left. The light was getting larger._

To be continued


End file.
